The Crimson Princess Awakens
by trixipixie
Summary: Muramasa is long dead, but Kisuke Urahara's sword Benihime seems to be affected
1. Chapter 1 Prolouge

I really loved this story...

**DISCLAIMER: I do not own BLEACH or any of its characters**

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**Prologue**

Unfortunately his calculations had been wrong and they _were_ in trouble. Urahara pulled on the brim of his hat bracing himself. Tessai was sitting next to him hands up fingers crossed eyes close, casting a kido spell. The children were stationed behind Urahara, even if his worse fears were about to be realized, the children wouldn't be in any real danger, just he and ...

He instinctively reached for his shikomizue, but that was the problem, wasn't it?

They stared at the kido barrier spell that was currently containing his shikomizue, and it was becoming more and more unstable. They were in the underground training facility under the shop. The pressure was rapidly growing and a strong wind began to stir around the hovering containment kido.

Several week ago, they had heard of the Zanpakutou upraising in the Seireitei. Urahara helped out as best he could, but left the issue to the Gotei 13.

When Muramasa came to the human would looking for Koga Kuchiki, Urahara thought he'd done well in sending Chad, Uryuu and Orihime to check things out, preferring to keep his Zanpakutou as far away from Muramasa as possible. Then of course, Kurosaki and the captains had come to save the day, finishing off both Koga and the wayward sword.

He had hoped that any "orphaned" swords, would return to a katana once Muramasa had died. But now they were plagued with the Sword Fiends. Plus, now all the events seemed to be having some effect on Benihime.

He'd lost "contact" with her several days ago and right before he did... Well, it wasn't good. And that's why Tessai was trying to contain the still sleeping Zanpakutou. She was getting stronger, but how, why and what would happen if she were to awaken?

Tessai was straining now , trying to keep the containment going.

"I won't be able to hold it much longer, boss," Tessai strained, his muscles bulging, sweat pouring from him.

"Hold it for as long as you can, old friend," He said patting him on the shoulder, eyes intently focused ahead. _I'm glad she's still in the Seireitei,_ Urahara thought.

The containment was splintering now. Ururu and Jinta began to tense and move to a defensive stance behind Urahara, Urahara held his ground.

Tessai strained under the pressure that was building, until the small rectangle barrier around the shikomizue shattered and dispelled. It had been suspended in the barrier just inches about the ground and when the barrier shattered it feel to the ground in its katana form.

Then... nothing. Nothing happened. It was quiet. Too quiet. Urahara scanned the facility his eyes darting back and forth. His body alert.

"Hello, Kisuke."

**_What! She was right behind him! How? When? He hadn't seen her move!_** Then he felt a piercing pain in his side.

A split second later Jinta, Ururu and Tessai noticed the materialized form of Benihime was in the midst of them.

"Wha-!" Jinta yelled stepping back in shock, then raising his bat. "Jinta Homerun!"

He went in to slam his oversized bat at the intruder but was flicked like a fly by Benihime.

Ururu landed several punched to her face before she could turn around. She then landed two more kicks as Benihime put up one hand to defend herself and being pushed backwards.

Tessai had caught Urahara before he hit the ground.

"Boss, are you okay?"

"I'm fine," Kisuke said, coughing up blood and holding his side where his sword had just stabbed him. "Its just a scratch. I told you she's a mean one." They heard the eruption of fighting and crumbling rocks from Ururu and Jinta fighting the sword.

"Ill be okay. Help Ururu." Kisuke said getting to his feet.

Tessai nodded and ran out to where Ururu was going toe to toe with the Zanpakutou, Jinta in the air bat over his head ready to come down on her.

_This is really bad_. Kisuke thought. The last thing he felt before he had lost contact with Benihime was intense rage. But Muramasa had been gone for weeks at that time and had never even know that he or Benihime even existed. So how had HIS Zanpakutou materialized? And why was she so damn mad?

_ o_

**To be continued...**


	2. Chapter 1 Rage and Willpower

**DISCLAIMER: I do not own BLEACH or any of its characters**

**A story rated M for LEMON means Lemon Explicit 've Been Warned!**

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**Chapter 1- Rage and Willpower**

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It was mid-afternoon in Karakura town. The doors to Urahara Shoten were closed and locked. On the door the sign read: CLOSED UNTIL FURTHER NOTICE.

Below the establishment, in the underground training facility, a battle raged with a rogue zanpakutou come to life.

Kisuke Urahara was holding his side, still bleeding from the wound that was inflicted by Benihime. The wound was small, but hurt quite a bit and was bleeding profusely since he was in the middle of fighting his katana, blood pumping heart racing.

His actual katana was left where it had fallen when Benihime woke. He had found that he could still use his shikai to produce his Chikasumi no Tate, to protect against her attacks.

As a materialized zanpakutou, Benihime was a fearsome beauty. Pale, white skin. Deep crimson red hair pulled away from her face. Her eyes were a pale, piercing green and she had a head piece with 2 tassels on the side, like on her hilt. Her sword arm was covered by a long red glove and her other by a long kimono sleeve. She wore a blood red corset that barely covered her ample breasts and an thin white obi sash, tied in a bow in the back with a long ribbons of the bow hanging down like a long tail. She had the same flower pattern on her hilt in her kimono sleeve and the tail of her bow.

She was wearing revealing bottoms, in that there was a small piece of red clothe that barely covered her. Her long, proud legs were perched on 6 inch heels that she maneuvered in like barefeet.

Kisuke was defending himself as best as he could from her aerial onslaught. Doing just enough, to stay in front of her while he tried to see what had brought her out. But each question was met with a murderous banshee like scream and an attacks that were getting stronger.

Her crimson colored energy lasts were raining down at him, he shunpoed out of the way, taking refuge behind a pillar of rocks. Kisuke took the moment to survey the situation that had quickly deteriorated. Jinta was out for that count and Ururu was badly injured. Tessai couldn't fight and protect the children as well.

" Just tell me what you want, my little princess," Kisuke yelled as sweetly as he could, from behind the rock. He was ducked down hand on his head holding his hat. His side still bleeding. "And I'll get it for you."

"HA!" she laughed cruelly. "I wonder will you still say that when you hear my request!"

"Let's find out. " He looked around he rock and up in the air where she had last been, she was gone. He moved just in time as her blade was behind him again. He heard the clinking of metal as it hit the rock just as he moved out of the way.

" You're very good at that." he said swinging at her.

Her mouth curled into a grin. "I know." She swung at him again releasing another wave of crimson energy blasts.

"Can't we talk this out, my love?" Kisuke says jokingly his blood mist shield in front of him, blocking her current attacks.

"If you'd hold still, this could all be over now,"

"I have plans for the rest of my life, so I can't to that,' he retorted, smirking holding the shied in place. She pressed more attacks on him non-stop, feeling his defenses weakening. Pushing him further and further back. Kisuke sunk to his knee still holding up his shied that was cracking under the pressure of Benihime's attack.

Benihime raised her katana for another blow when a barrier arose between she and Kisuke. Kisuke turned to see Tessai near, with the children casting a kido spell.

"Having someone fight for you again, Kisuke?" she asked scornfully.

Kisuke turned back, puzzled, looking at the beautiful cruel face of his zanpakutou, once his closest companion. Rage building in her again.

Looking derisively down on Kisuke as he knelt holding his bleeding wound. She said calmly. "Sing." and opening her mouth as if to do so, Kisuke instantly eyes wide in shock, doubled over in pain, falling back down to the ground.

"Boss!" Tessai yelled, seeing Urahara writhing in pain. "Boss! What's wrong! Whats happening!"

Kisuke's eyes were open, staring at Tessai, almost bulging from his head, blood dropping from the corners. His face was contorted, and his mouth gaping wide as his hands grasped at his throat. Benihime sent a crimson blast at Tessai, who erected a barrier to protect he and he children, his barrier in front of Kisuke dispelling. Benihime raised her sword again over the now helpless writhing Kisuke, now ready to strike.

"GETSUGA TENSHOU!" The res blast from Ichigo's zanpakutou, Zangetsu, barreled at Benihime knocking her all the way across he room into a pillar of rock that crashed down on her as she fell. this released whatever hold she had had on Kisuke, his body going limp.

"Urahara! Urahara!" Tessai shouted as he picked up the children, one under each arm and ran to his friend. " Kurosaki, thank you.' Tessai greeted him as he appeared beside him.

"What the hells going on here Tessai" Who the hell was that?" Ichigo demanded.

"Its the boss's zanpakutou, Benihime. she materialized." Tessai said absently tending to Kisuke, was had just passed out from the pain.

"What? When?" Ichigo continued to question.

"Just moments ago."

"But Muramasa's dead."

"We know. The boss doesn't understand how this happened."

" You take Jinta and Ururu and get outta here. Ill take Urahara." Ichigo said leaning to pulling Kisuke s arm around his shoulder. Tessai nodded and immedialty took of to the exit of the training room. Ichigo lifted up Kisuke s limp body and positioned it so he could carry him out.

"Just where the fuck do you think you're going, boy?" Benihime s furious voice said coming from the rubble.

"Leave the coward here, and I'll let you leave." She said coolly emerging from the wreckage.

" I dont know what going on here or how you appeared, but Urahara's my friend ad I wont let you kill him."

"Ah, isn't that sweet, Kurosaki, " Kisuke said pleasantly, as he raised his head with a weak smile. " I didn't know you cared."

"Kisuke.." Ichigo looked at him worried.

" Just leave her to me." Kisuke said trying to gather him self and stand.

" You're in no condition-."Ichigo tried to steady his sometimes mentor.

"Ichigo, really" Kisuke said seriously, "You have no Idea whats she capable of."

"Neither do you, Kisuke!" Benihime shouted, taking to the air and waving her katana. Red energy blasts flew at them again.

"TSUGI NO MAI, HAKUREN!" A wave of ice shoots past Kisuke and Ichigo, engulfing the red energy blast and almost Benihime. Benihime, appears the wave of ice and loks down in disbelief. She see a a short dark haired shinigami in the distance, in a defensive stance. Before Benihime can react.

"SING!"  
"GETSUGA TENSHO!"

The attacks came at her from both sides. She was just able to shield herself from one, coming from Ichigo, but Kisuke's attack hit her full on and she tumbled to the ground.  
Before the dust cleared, the wounded Benihime swooped thru the dust and heed straight for Rukia and the exit.

"Don't let her escape!" Kisuke shouted.

Benihime wouldn't be contained and sent out an energy blast before her to clear her path. Rukia was barely able to dodge out the way.

Ichigo shunpoed in front of the fleeing katana, just as she was reaching the exit.

"The gentleman would like to have a word with you," Ichigo said mockingly. Zangetsu in front of him ready to slash at her. Ichigo was on the attack now. Benihime was injured and bleeding, she couldnt use her right arm. And in her weakened unstable state , she as finding it hard to hold of Ichigo.

Wait. She thought. I know this boy. The orange hair, the black cape. He's the one!

"YOU! YOU!" she screamed ferociously, then the scream got increasingly louder as Benihime began to cry tears of blood. The sound was so excruciating, that Ichigo had to cover his ears with his hands from the deafening noise, he was about to lose consciousness, with Benihime moving to take a swing at him, but Sode no Shirayuki appeared beside Ichigo

"HAKUREN." she said softly, scowling at the other female zanpakutou. Benihime dodged out of the way, but another Hakuren attack whizzed by her from behind and she looked back to see Rukia with Kisuke, on her shoulder, heading back her way.

Benihime fled through the open exit. Ichigo slumped in Sode no arm. Ad she carried him down to that bottom of the training room.

"Ichigo!" Rukia exclaimed, as Sode no Shirayuki came over with him. Kisuke settle on a rock as Rukia went to Ichigo.

"I"M FINE! I'M FINE!" Ichigo shouted.

"Why are you shouting, you idiot, I'm right next to you !" Rukia shouted back at him angrily

"WHAT!" Ichigo shouted again.

"You idiot stop shouting at me!" Rukia said punching him in the head

"WHAT WAS THAT FOR!" Ichigo, still shouting , said rubbing his head.

"Its her attack," Kisuke said calmly.

"Hmm?" Rukia replied looking at the wincing Kisuke.

"WHAT!" Ichigo began. Rukia covered, Ichigo's mouth with her hand and covered her mouth with her finger, indicating for him to be quiet.

"Its her attack, his hearing is affected. He should be find in a few hours since she wasn't able to complete it." Kisuke croaked out.

"Urahara, what the hell's going on!" Ichigo screamed. Rukia and Sode no Shirayuki shook their heads.

Kisuke chuckled at the spiky headed kid not realizing how silly he sounded. "I wish I -.." Kisuke fell over face down. Rukia and Ichigo ran over to him.

"He's just passed out." Rukia said relieved.

"Lets find Tessai, so we can figure out whats going on."

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To be continued...


	3. Chapter 2 The Sword Fiend Queen

**_Chapter 2 -The Sword Fiend Queen_**

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Benihime was leaning against a tree. Still reeling from the fight earlier. Her wound was healing quickly, but she was still hurt.

"Tch." She snarled as she thought about her lost opportunity to kill Kisuke. She wanted to finish him. She had to finish him. If he'd fought like that bef-.. She was trying to find a place to hide, a safe place to hide, rest and plan.

Finish this. Finish him.

There was a rustling behind her, in a flash of red, she materialized her Zanpakutou and held it up defensively. Standing straight and ready.

"You're a Zanpakutou, right?" A voice came from the trees. She turned her stance in the direction, squinting.

"I'm a friend," the voice said, then a thin figure of a young boy in short orange pants and hooded vest, blue eyes and small set of horns, came out of the trees. He had a sweet face, and bright eyes.

"Have you lost your master?"

"Master. Hmph. I have no master." Benihime snarled.

"Neither do I. You're a Zanpakutou right?" Her eyes narrowed, his hands were in the air. "I'm Bakuhatsu no Mu. I'm your friend."

"I'm not yours," Benihime said putting the edge of her katana to his throat. "Sin-"

Suddenly glowing tentacles wrapped around her. She was quickly losing her strength.

"Shinobu! STOP!" She's one of us!" Bakuhatsu yelled.

Benihime passed out.

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_His memories were clear. The time in his inner world when they talked most freely. _

_Everything was white, like they were floating in the clouds. He always stood on a giant gear. If he needed to move another gear would appear, always moving clockwise to take him in the direction he wanted to go._

_She hovered, feet above the center of the main gear. Red hair around her like beams of light, wrapped in red bandages, black fingernails and toes, her red mask. She normally kept her eyes closed, as if she was bored with him, rarely making eye contact._

_"So, how's that Shihouin, bitch?"_

_"BENIHIME!"_

_"Hmph. How is lady Shihouin?" she sarcastically restated_

_"You know she's fine." _Kisuke replied, his back to her now, arms folded.

_"You choose to spend more time with her than me, though."_

_"You know that's not true."_

_"I'm all you need, you know." She was at his shoulder now. Eyes glowing jade green, under half lids._

_"I need her too. With you on one side" He touched his katana. "And her on the other, I can't lose."_

_She was back in the middle of the gear. Eyes closed, brow furrowed._

_The memory went to another encounter in his inner world. She was angry standing beside him on the gear. It was going incredibly fast. He was pacing holding his head, running his hands through his wild blond hair._

_"What are we doing! Let's go back!"_

_"We'll be killed if we go now!"_

_"Not if we tell them what happened! That Aizen-"_

_"I tried to tell them, they wouldn't listen. They won't listen to reason!"_

_"Well, we can't run away! We can't let him win. GO back! Tell them again, make them understand!"_

_"Benihime! I can't I've tried!"_

_Her teeth were bared, her hand on her katana._

"_We'll let me talk to them!" she growled drawing her sword!_

All went red... then he woke up

"Boss you're awake!"

Urahara was still groggy as Tessai walked over to him and helped him sit up. He felt his side. The wound was gone. He looked over to see Orihime drinking tea with Hachi.

"Ah, Urahara san." she said brightly smiled, "You're up."

"Thank you Inoue-san," he replied sheepishly

"Don't mention it. Kurosaki–kun and Rukia brought you to my house. And we got to work right away." She said referring to Shun Shun Rikka. She was continuing on, but Kisuke was taking in his surroundings. They weren't at the shop, seeing Hachi and Love he realized they must be with the Vizards.

"Mr. Urahara, you're okay," Ururu said shyly. "We were so worried."

"Yes, I'm fine Ururu; I see you're doing well too"

"Yes, Orihime, healed us in no time," Ururu said, beginning to choke up. "I'm glad you're ok. Mr. Urahara."

She grabbed him around the neck, hugging him fiercely.

"I am too, Ururu. I am too," he said somberly, rubbing her on the back.

"We were worried boss," Jinta said coming over, and patting Kisuke on the shoulder.

"I was too, for a minute, until I saw Ichigo come to our rescue," he said brightly

"Urahara! You're up, " Ichigo said coming in the room with Rukia, Shinji, Hiyori and Sode no Shirayuki. "What the hell is going on?!"

_"_Just a lover's quarrel. Don't worry," he said smiling.

"Stop fuckin' around Kisuke," Hiyori demanded squatting down beside him, her old captain. "Tell us what's going on."

He took a breath and looked at the faces around the room.

He told them what he knew for sure. That Muramasa was dead weeks before he lost contact with Benihime. The last meeting when they talked she was standing looking "quite upset", her hand on her sword. She had been trying to "read' him, listen to his thoughts, look in his heart.

He'd kept Muramasa and the Zanpakutou upraising from her, along with certain other things, over the years, because she had a very bad, vindictive temper, and he was definitely against Muramasa bringing that out.

"Then how did she materialize?" Ichigo asked.

"Pure rage and willpower, is my estimate," he said flatly. "She's a very powerful proud Zanpakutou. That's why I try to limit her use and don't let her off the leash."

"Why was she trying to kill you?" Rukia asked.

"Probably any number of things." Kisuke said reflecting.

"Dammit Kisuke this isn't a joke. What's going on?" Hiyori said hitting him with her shoe.

"I don't know... I just don't know. She wouldn't tell me anything, but she also won't stop until I stop her."

"Until WE stop her. You're not doing this alone Kisuke." Shinji says arms folded head down. "Besides you still owe me $50."

"Really?" Kisuke said, brow furrowed. "I thought I paid that back."

"What're doing taking money from a lowly student like me anyway? You're a damned business owner." Shinji said jumping up standing over Kisuke.

"We'll I didn't actually say I needed it;" Kisuke went on calmly." I just wanted to see if you'd give it to me. And you did, you're such a good friend."

He looked up at Shinji sweetly.

"You asshole, you better pay me back. Don't even think about getting killed until you pay me back!" Shinji punched Kisuke in the top of the head.

"Oh, watch out I'm still injured." Kisuke held up his hands as if to surrender. He reached for his green and white stripped hat, and put it on.

He stood, Tessai nearby to help if he needed it. "Is Yoruichi still in the Soul Society?"

"Yes." Rukia said.

"Good."

.

**GOTEI 13: SQUAD 2**

**.**

Yoruichi was watching Soi Fon train her men. She was proud of her once bodyguard, who'd taken her position as Captain of squad 2. There was a bittersweet feeling in just being a visitor now.

"Very good, Soi Fon, making me look like I was just playing when I was Captain." Yoruichi said as Soi Fon finished the training.

Soi Fon blushed immediately.

"Oh, Lady Yoruichi. Don't say that. I could never surpass you."

"No, it's true. If it had to happened any other way. I still would have wanted you to take over as Captain." She said proudly, hugging Soi Fon. "You're a great soldier and even better captain."

Soi Fon continued to blush. They headed to Soi Fon's office and had tea. They spent the rest of the afternoon, walking through the courtyards of the Seireitei.

Same time every year, for about the last 100 yrs., Yoruichi came back to the Soul Society, no one knew or recognized her. It wasn't until Ichigo, in the process of rescuing Rukia, had revealed Aizen's plan that she had been able to come back and show herself.

She felt nostalgic.

"There you are demon-cat." Kurotsuchi's squealing voice said coming up behind Yoruichi, with Nemu in tow.

"Kurotsuchi." Yoruichi nodded, as she turned around folding her arms.

"Hmm? How's _that_ man?"

"Kisuke?" she said smiling.

Soi Fon winced and did Kurotsuchi.

"He's doing well. He told me that he'd like to talk to you about some ideas."

"Hmph. I don't have time for his crack pot ideas or schemes. It's his irresponsibility that created the Hyogyoku and the whole mess that followed."

"How dare you! HIS creation didn't cause Aizen to go power mad and try to destroy the Soul Society!" She said, furious, fists clinching.

"No, it just gave him the means to do it." Kurotsuchi said plainly.

Yoruichi's teeth were bared. "Why you..!"

"There, there kitty. Don't bite." Kurotsuchi put his hands up.

Soi Fon stepped between them.

"Was there something you wanted Kurotsuchi?"

"You say he's doing well?"

"Yes."

"Are you sure?" Kurotsuchi continued cryptically.

"Yes." Her eyebrow raised.

"As you say. Come along Nemu." Kurotsuchi left with Nemu.

"What was that all about?" Soi Fon asked stepping closer to Yoruichi as they watched Kurotsuchi leave.

"Hell if I know."

Yoruichi's eyes lingered on Kurotsuchi as she tried to wrap her mind around comments.

.

** KARAKURA TOWN**

When Benihime woke, she was lying in a bed, in a beautiful room.

"Oh, you're awake. I'm sorry for my friend. He acts before thinking. You're a Zanpakutou? What's your name?" Bakuhatsu speaking quickly in one breathe, was a pleasant as every sitting in a chair beside her, smiling.

She knew she wouldn't win with force, not without knowing her enemy, so she relaxed her tense muscles and forced a half smile.

"Benihime," she said shyly, batting her eyelashes.

"Sugoi! Beautiful. " He blushed.

"I mean you're name. I mean you're beautiful, too. But I was talking about your name that time." Bakuhatsu couldn't stop stumbling over his words.

She was very beautiful to him. He couldn't stop staring

"My friend here is Shinobu. His ability is to suck out or block your reiatsu." He sighed. "Sorry, that's what he did to you earlier, but he didn't know you were a friend. You are a friend, right?"

"Hmph" Shinobu turned away from them in the corner.

"Of course," she smiled sweetly. "I was just frightened because I lost my master."

"Us too."

Shinobu, a huge towering Zanpakutou, with beady eyes and a white mohawk, wasn't buying Benihime, and watched her closely. His arms were almost as long as his body. Benihime stared at him from the corner of her eyes.

"I'm still so confused. Can you tell me what's going on?" Bakuhatsu no Mu told Benihime of Muramasa and the Zanpakutou upraising.

_That asshole_.

She had known something was going on with the Zanpakutou from the beginning, but Urahara had blocked this from her like so many things he had been keeping form her over the years.

Well he was right to keep her from Muramasa, because she would have killed him as soon as she got the chance.

They went on to tell her how the master less Zanpakutou were now being hunted by the shinigami. They had been branded SWORD FIENDS, but all they wanted to do is live and follow their instincts.

"I think we can help each other." Benihime began. "My maser just recently slipped away from me, but he had intimate knowledge of the Gotei 13. He was a Captain."

"You're master was a captain? I knew there was something special about you." Bakuhatsu was bright eyed.

"Yes, I think we can finish the Zanpakutou uprising that Muramasa started, or at least let them know we mean to live by our own rules."

"You're both fuckin stupid. They're gonna hunt us down and kill us all!" Shinobu said folding his arms. "Besides how do we know that her master was a Captain? I ain't following that damn bitch nowhere."

"Shred!" A red energy blast stabbed Shinobu in the shoulder pinning him to the far wall.

"Last time I wasn't ready. Now I am."

"She can lead us Shinobu, we won't just go aimlessly anymore." Bakuhatsu tried to reason with him.

Shinobu took the shard from his shoulder, falling to the ground; he bowed his head, snarling.

"There are others. You can lead us. Show us what to do."

Benihime smiled.

.

to be continued..


End file.
